Additional Shelf Registration Statement definition

Additional Shelf Registration Statement has the meaning set forth in Section 2.2.3.
Sample 1Sample 2Sample 3
Additional Shelf Registration Statement means any "shelf" registration statement of the Company filed pursuant to the provisions of Section 2(b) hereof which covers the Additional Transfer Restricted Securities on Form S-3 or on another appropriate form (as determined by the Company) for an offering to be made on a delayed or continuous basis pursuant to Rule 415 and all amendments and supplements to such registration statement, including post-effective amendments, in each case including the Prospectus contained therein, all exhibits thereto and all documents incorporated or deemed to be incorporated by reference therein.
Sample 1Sample 2
Additional Shelf Registration Statement means the shelf registration statement referred to in Section 2(b), as amended or supplemented by any amendment or supplement, including post-effective amendments, and all materials incorporated by reference or explicitly deemed to be incorporated by reference in such Shelf Registration Statement.
Sample 1Sample 2

Examples of Additional Shelf Registration Statement in a sentence

  • The Additional Shelf Registration Statement shall include the aggregate amount of Exchange Registrable Securities to be registered therein and the intended methods of distribution thereof, subject to the limitations of Form S-3.

  • To the extent the rules and regulations of the Commission do not permit such Additional Shelf Registration Statement to include all of the Exchange Registrable Securities, the Company shall use its best efforts to register the maximum amount permitted by the Commission and those Exchange Registrable Securities required to be omitted from such Additional Shelf Registration Statement shall be determined in the sole discretion of the Principal Purchasers.

  • Upon written request to the Company, the Company shall amend or supplement the Initial Shelf Registration Statement and/or the Additional Shelf Registration Statement for such purpose as soon as practicable.

  • All expenses, other than underwriting discounts and brokers commissions, incurred by Excite in connection with the Shelf Registration Statement, the Subsequent Shelf Registration Statement, any Additional Shelf Registration Statement, any Anti-Dilution Registration Statement and actions taken by Excite in connection with each Permitted Window shall be borne by Excite.

  • In addition, the Company shall not grant to any of its security holders (other than the Holders of Transfer Restricted Securities in such capacity) the right to include any of its securities in the Shelf Registration Statement or the Additional Shelf Registration Statement, as applicable, provided for in this Agreement other than the Transfer Restricted Securities.

  • The prospectus included in a Shelf Registration Statement or Additional Shelf Registration Statement as applicable (including any prospectus pursuant to Rule 429 under the Securities Act), as amended or supplemented by any prospectus supplement and by all other amendments thereto, including post-effective amendments, and all material incorporated by reference into such Prospectus.

  • In addition, the Issuer shall not grant to any of its security holders (other than the holders of Registrable Securities in such capacity) the right to include any of its securities in the Shelf Registration Statement or the Additional Shelf Registration Statement, as applicable, provided for in this Agreement other than the Registrable Securities.

  • At the time the Shelf Registration Statement or the Additional Shelf Registration Statement, as applicable, is declared effective, each Holder shall be named as a selling securityholder in the Shelf Registration Statement or the Additional Shelf Registration Statement, as applicable, and the related Prospectus in such a manner as to permit such Holder to deliver such Prospectus to purchasers of Registrable Securities in accordance with applicable law.

  • For the purposes of this Section 1.2, a "PERMITTED WINDOW" is a period of 30 consecutive calendar days commencing upon receipt by Intuit of Excite's written notification to Intuit in response to a Notice of Resale that the Prospectus contained in the Shelf Registration Statement or Additional Shelf Registration Statement is available for resale.

  • An underwritten offering or sale of Registrable Securities pursuant to the Initial Shelf Registration Statement and/or the Additional Shelf Registration Statement (a “Shelf Take-Down”) may be initiated by a Principal Purchaser who is a Participating Holder (an “Initiating Shelf Take-Down Holder”).


More Definitions of Additional Shelf Registration Statement

Additional Shelf Registration Statement. As defined in Section 2(a)(ii)(A) hereto. Affiliate: As such term is defined in Rule 405 under the Securities Act. Agreement: This Registration Rights Agreement, as amended, modified or otherwise supplemented from time to time in accordance with the terms hereof.
Sample 1
Additional Shelf Registration Statement shall have the meaning as defined in Section 2(a)(ii)(A) hereof.
Sample 1

Related to Additional Shelf Registration Statement

  • Initial Shelf Registration Statement has the meaning set forth in Section 2(a) hereof.

  • Shelf Registration Statement means the Shelf Registration Statement as defined in the Registration Rights Agreement.

  • Subsequent Shelf Registration Statement has the meaning set forth in Section 2(b) hereof.

  • Resale Shelf Registration Statement shall have the meaning given in subsection 2.3.1.

  • Automatic Shelf Registration Statement means an “automatic shelf registration statement” as defined in Rule 405 promulgated under the Securities Act.

  • Initial Shelf Registration See Section 3(a).

  • Subsequent Shelf Registration shall have the meaning given in subsection 2.3.2.

  • Shelf Registration means a registration effected pursuant to Section 2(b) hereof.

  • Shelf Registration Event shall have the meaning set forth in Section 2(b) hereof.

  • Shelf Registration Period has the meaning set forth in Section 3(b) hereof.

  • Shelf Registrable Securities has the meaning set forth in Section 1(d)(i).

  • Rule 462(b) Registration Statement means any registration statement prepared by the Company registering additional Securities, which was filed with the Commission on or prior to the date hereof and became automatically effective pursuant to Rule 462(b) promulgated by the Commission pursuant to the Securities Act.

  • IPO Registration Statement means the Registration Statement on Form S-1 (File No. 333-196099), as amended, filed by the Partnership with the Commission under the Securities Act to register the offering and sale of the Common Units in the Partnership’s initial public offering of such Common Units to the public.

  • Form S-4 Registration Statement means the registration statement on Form S-4 to be filed with the SEC by Parent in connection with issuance of Parent Common Stock in the Merger, as said registration statement may be amended prior to the time it is declared effective by the SEC.

  • Additional Registration Statement means a registration statement or registration statements of the Company filed under the 1933 Act covering any Additional Registrable Securities.

  • Registration Statement means any registration statement that covers the Registrable Securities pursuant to the provisions of this Agreement, including the Prospectus included in such registration statement, amendments (including post-effective amendments) and supplements to such registration statement, and all exhibits to and all material incorporated by reference in such registration statement.

  • New Registration Statement has the meaning set forth in Section 2(a).

  • Piggyback Registration Statement has the meaning set forth in Section 3(a).

  • Demand Registration Statement has the meaning set forth in Section 2.01(a).

  • Exchange Offer Registration Statement has the meaning set forth in the Registration Rights Agreement.

  • Shelf Filing Deadline As defined in Section 4(a) hereof.

  • Exchange Registration Statement shall have the meaning assigned thereto in Section 2(a) hereof.

  • Initial Registration Statement means the initial Registration Statement filed pursuant to this Agreement.

  • Original Registration Statement. As used in this Agreement, the terms “amendment” or “supplement” when applied to the Registration Statement or the Prospectus shall be deemed to include the filing by the Company with the Commission of any document under the Exchange Act after the date hereof that is or is deemed to be incorporated therein by reference. All references in this Agreement to financial statements and schedules and other information which is “contained,” “included” or “stated” in the Registration Statement or the Prospectus (and all other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is or is deemed to be incorporated by reference in or otherwise deemed under the Securities Act to be a part of or included in the Registration Statement or the Prospectus, as the case may be, as of any specified date; and all references in this Agreement to amendments or supplements to the Registration Statement or the Prospectus shall be deemed to mean and include, without limitation, the filing of any document under the Exchange Act which is or is deemed to be incorporated by reference in or otherwise deemed under the Securities Act to be a part of or included in the Registration Statement or the Prospectus, as the case may be, as of any specified date. At the time the Registration Statement was or will be originally declared effective and at the time the Company’s most recent annual report on Form 10-K was filed with the Commission, if later, the Company met the then-applicable requirements for use of Form S-3 under the Securities Act. During the Agency Period, each time the Company files an annual report on Form 10-K the Company will meet the then-applicable requirements for use of Form S-3 under the Securities Act.